Estimated Tax Adjustment definition

Estimated Tax Adjustment means, in respect of a Seller, that Seller’s reasonable estimate of its Tax Adjustment, to be notified by that Seller to the Purchaser pursuant to Clause 6.4;
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Estimated Tax Adjustment means Novartis’s reasonable estimate of the Tax Adjustment, to be notified by Novartis to the Purchaser pursuant to Paragraph 6.4;
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Estimated Tax Adjustment has the meaning defined in Section 2.2(c)(i).
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Examples of Estimated Tax Adjustment in a sentence

  • If the Estimated Tax Adjustment Distribution exceeds the Actual Tax Adjustment Amount, then on the Reconciliation Date, each Seller shall pay such excess to Buyer in their respective proportions as set forth in Schedules 2.3.1 and 2.

  • All other terms and conditions of the Agreement not noted as changed herein shall remain in full force and effect.

  • If the amount of the Final Tax Adjustment is less than the amount of the Estimated Tax Adjustment, then such deficiency shall be subtracted dollar for dollar from the principal balance of Second Promissory Note (such subtracted principal to be allocated proportionately among all holders of the Second Promissory Note (or their assignees) in accordance with their relative share of the principal amount of such Second Promissory Note).

  • In addition, contemporaneously with the foregoing payments, (i) if Seller is due an Estimated Tax Adjustment Amount (as defined in Section 8.5), Purchaser shall pay to Seller such amount, or (ii) if Purchaser is due an Estimated Tax Adjustment Amount (as defined in Section 8.5), Seller shall pay to Purchaser such amount.

  • If the Estimated Tax Adjustment Amount exceeds the Tax Adjustment Amount as finally determined pursuant to this Section 5.3(h), such excess shall be reimbursed to Novasep and such payment shall be made by the Purchaser promptly (and in any event within five (5) Business Days) after the filing of the Tax Return on which the Tax related to the Tax Adjustment Amount is required to be reported.

  • On the Reconciliation Date, Buyer shall pay to the Sellers, as their respective interest may appear in Schedules 2.3.1 and 2.3.2, an amount equal to the amount by which the Actual Tax Adjustment Amount exceeds the Estimated Tax Adjustment Distribution.

  • A critical component of these experiences is the continued training and development and empowerment of staff.

  • The Tax Adjustment Amount shall be calculated in the same manner as, and using the same assumptions and methodologies, as the Estimated Tax Adjustment Amount as set forth on Appendix I and, in all cases, in accordance with Applicable Law.

  • Landlord may revise the Estimated Tax Adjustment from time to time by notice in writing to Tenant.

  • After payment of the full amount of the Tax Adjustment for any Tax Year, Tenant shall continue to pay Monthly Tax Payments of one-twelfth of the Estimated Tax Adjustment for the following Tax Year during the Term.


More Definitions of Estimated Tax Adjustment

Estimated Tax Adjustment means an amount equal to [redacted] which amount is an estimate of the Tax Adjustment;
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Estimated Tax Adjustment means the estimate of the amount of corporation tax payable by the Group Companies as at Completion as set out in the Estimated Indebtedness Statement;
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Related to Estimated Tax Adjustment

  • Tax Adjustment has the meaning set forth in Section 4.7.

  • Estimated taxes means the amount that the taxpayer reasonably estimates to be the taxpayer's tax liability for a municipal corporation's income tax for the current taxable year.

  • Estimated Adjustment Amount has the meaning set forth in Section 2.5(a).

  • True-Up Adjustment means any Annual True-Up Adjustment or Interim True-Up Adjustment, as the case may be.

  • XXXXX Adjustment means, with respect to XXXXX, 0.0326% per annum.

  • Closing Adjustment has the meaning set forth in Section 2.04(a)(ii).

  • Estimated Working Capital Adjustment means the amount by which the Estimated Working Capital is greater or less than the Base Working Capital, any such excess amount being treated as a positive number and any shortfall being treated as a negative number;

  • Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).

  • Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).

  • CPI Adjustment means the quotient of (i) the CPI for the month of January in the calendar year for which the CPI Adjustment is being determined, divided by (ii) the CPI for January of 2007.

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

  • Estimated Value means the value of the Contract estimated under these Contract and Procurement Regulations.

  • Consolidated Tax Expense means, for any period, the tax expense of Holdings and its Subsidiaries, for such period, determined on a consolidated basis in accordance with GAAP.

  • Net Working Capital Adjustment means (a) the amount by which Net Working Capital as of immediately prior to the Closing exceeds Target Net Working Capital or (b) the amount by which Net Working Capital as of immediately prior to the Closing is less than Target Net Working Capital, in each case, if applicable; provided, that any amount which is calculated pursuant to clause (b) above shall be deemed to be a negative number.

  • Net Adjustment Amount means an amount, which may be positive or negative, equal to the Closing Net Working Capital as finally determined pursuant to this Section 2.9 minus the Preliminary Net Working Capital as set forth on the Preliminary Closing Statement;

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

  • Base Taxes means the Taxes payable for the Base Tax Year.

  • Net Working Capital Adjustment Amount means an amount (which may be a positive or negative number) equal to (a) the Closing Date Net Working Capital minus (b) the Target Net Working Capital.

  • Final Adjustment Amount has the meaning set forth in Section 2.4(c).

  • Final Adjustment has the meaning set forth in Section 10.3.B(2) hereof.

  • Final Tax Amount has the meaning set forth in Section 4.01(b)(ii).

  • Working Capital Adjustment has the meaning set forth in Section 2.5(a).

  • Adjustment Payment means, in respect of any Security, the payment (if any) determined by the Determination Agent as is required in order to reduce or eliminate, to the extent reasonably practicable, any transfer of economic value to or from the Issuer as a result of the replacement of the Index by the Alternative Pre-nominated Index. The Determination Agent may determine that the Adjustment Payment is zero.

  • After Tax Amount means the amount of the Aggregate Payments less all federal, state, and local income, excise and employment taxes imposed on the Executive as a result of the Executive’s receipt of the Aggregate Payments. For purposes of determining the After Tax Amount, the Executive shall be deemed to pay federal income taxes at the highest marginal rate of federal income taxation applicable to individuals for the calendar year in which the determination is to be made, and state and local income taxes at the highest marginal rates of individual taxation in each applicable state and locality, net of the maximum reduction in federal income taxes which could be obtained from deduction of such state and local taxes.

  • Consolidated Taxes means, with respect to any Person for any period, the provision for taxes based on income, profits or capital, including, without limitation, state, franchise, property and similar taxes, foreign withholding taxes (including penalties and interest related to such taxes or arising from tax examinations) and any Tax Distributions taken into account in calculating Consolidated Net Income.

  • Tax Payment means either the increase in a payment made by an Obligor to a Finance Party under Clause 12.2 (Tax gross-up) or a payment under Clause 12.3 (Tax indemnity).